ESMA and the EBA assess the implementation of the revised Shareholder Rights Directive and identify areas for progress

The European Securities and Markets Authority (ESMA), the EU’s financial markets regulator and supervisor, jointly with the European Banking Authority (EBA), today published a Report assessing the implementation of the Shareholder Rights Directive 2 (SRD2). This assessment, carried out in response to a European Commission’s request, identifies areas for further progress and provides detailed suggestions for policy action in relation to the Directive’s effectiveness, difficulties in practical application and the appropriateness of the scope of application.

In the report, ESMA analyses the implementation of certain provisions in the SRD2 in the areas of proxy advisors and the investment chain:

• For proxy advisors the current framework has proved robust overall. Still, certain improvements could be put in place, for example in connection to conflicts of interest. In addition, ESMA proposes the introduction of a registration mechanism for proxy advisors at the EU level.
• For the investment chain, ESMA highlights the importance of making further efforts in the direction of a common definition of the term “shareholder” in line with Action 12 of the Commission’s CMU Action Plan. A number of additional technical improvements to streamline communication along the investment chain are also proposed, along with a call for increased transparency in relation to disclosing charges applied by intermediaries.

Following a request from the European Commission based on corresponding provisions in the SRD2 itself, ESMA has worked with the European Banking Authority (EBA), which has analysed the implementation of the SRD2 and provided suggestions in the areas of charges applied by intermediaries and the practices of third country intermediaries.

Next steps

The Report will serve as basis for the upcoming work of the European Commission in assessing the implementation of the SRD2 and for the potential review process of the SRD2.